SECURITIES AND EXCHANGE COMMISSION
                                       Washington, D.C. 20549

                                             FORM 10-K/A

                                           AMENDMENT NO. 1

/X/    Annual report pursuant to Section 13 or 15(d) of the
       Securities Exchange Act of 1934

For the fiscal year ended                     December 31, 1996          
                                   ---------------------------------------
                                         Commission File Number 1-9936

                                        EDISON INTERNATIONAL
                       (Exact name of registrant as specified in its charter)


                California                                 95-4137452
      (State or other jurisdiction of                   (I.R.S. Employer
      incorporation or organization)                   Identification No.)

         2244 Walnut Grove Avenue                         (626) 302-2222
           Rosemead, California          91770      (Registrant's telephone
           (Address of principal       (Zip Code)  number, including area code)
            executive offices)

             Securities registered pursuant to Section 12(b) of the Act:

                                                      Name of each exchange
Title of each class                                    on which registered   
- -------------------                                  ----------------------
Common Stock                                           New York and Pacific
                                                      (also listed on London
                                                              Exchange)

          Securities registered pursuant to Section 12(g) of the Act: None

   Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that
the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.    Yes   X   No

   Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K.  [   ]

The  aggregate  market  value  of  registrant's  voting  stock  held  by 
non-affiliates  was  approximately $9,129,054,724.50 on or about March 21,
1997, based upon prices reported on the New York Stock Exchange.  As of
March 21, 1997, there were 419,726,654 shares of Common Stock outstanding.

                                 DOCUMENTS INCORPORATED BY REFERENCE

   Portions of the following documents listed below have been incorporated
by reference into the parts of this report so indicated.

(1)  Designated portions of the Annual Report 
     to Shareholders for the year ended 
     December 31, 1996. . . . . . . . . . . . . . . . .   Parts I, II and IV
(2)  Designated portions of the Joint Proxy
     Statement relating to registrant's 1997
     Annual Meeting of Shareholders . . . . . . . . .     Part III
PAGE

                             EDISON INTERNATIONAL 
                                                  
                                 FORM 10-K/A
                                                  

The undersigned registrant hereby amends its 1996 Form 10-K solely for the
purpose of including the following information previously omitted from
Exhibit 13 (Selected Portions of 1996 Annual Report to Shareholders):

1.   "Shareholder Information" on page 51 of Edison International's Annual
     Report to Shareholders for the year ended December 31, 1996 ("Annual
     Report"); and

2.   "Selected Financial and Operating Date:  1992 - 1996" on page 50 of
     the Annual Report

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by
the undersigned, thereunto duly authorized.



                                    EDISON INTERNATIONAL
                                        (Registrant)


                                    By:    THEODORE F. CRAVER, JR.
                                         ----------------------------- 
                                           THEODORE F. CRAVER, JR.
                                          Vice President & Treasurer







Date:  October 16, 1997





                                            EXHIBIT INDEX



Exhibit
Number               Description
- -------              -----------

13.         Selected portions of the Annual Report to Shareholders
            for year ended December 31, 1996